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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
Date of Report (Date of earliest event reported):
November 10, 2025
Kayne Anderson BDC, Inc.
(Exact name of registrant as specified in its charter)
| Delaware |
|
814-01363 |
|
83-0531326 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
| 717 Texas Avenue, Suite 2200, Houston, TX |
|
77002 |
| (Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number, including
area code: 1 (713) 493-2020
Not Applicable
(Former name or former address, if changed since
last report)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see
General Instruction A.2. below):
| ☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
| Common Stock, par value $0.001 |
|
KBDC |
|
NYSE |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange
Act of 1934.
Emerging growth company ☐
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition.
On November 10, 2025, Kayne Anderson BDC, Inc.
(the “Company”) issued a press release announcing its financial results for the third quarter ended September 30, 2025. The
text of the press release is included as Exhibit 99.1 to this Form 8-K.
On November 11, 2025, the Company will host a
conference call to discuss its financial results for the third quarter ended September 30, 2025. In connection therewith, the Company
provided an earnings presentation on its website at https://www.kaynebdc.com. A copy of the earnings presentation is attached hereto as
Exhibit 99.2 to this Form 8-K.
The information
disclosed under this Item 2.02, including Exhibit 99.1 and Exhibit 99.2 hereto, is being “furnished” and shall not be deemed
“filed” by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), or otherwise subject to the liabilities of that Section, and shall not be deemed incorporated by reference into any filing
under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set
forth by specific reference in such filing.
Item
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
On November 10, 2025, the Company issued a
press release announcing that the Board of Directors (the “Board”) of the Company appointed Frank P. Karl as President
and Andy Wedderburn-Maxwell as Senior Vice President. The text of this press release is included as Exhibit 99.3 to this Form
8-K.
Mr. Karl, age 37, has served as Senior Vice President
of the Company since 2023. He has been a Managing Director of Kayne Anderson Capital Advisors, L.P. (“Kayne Anderson”), the
parent company of the Company’s investment adviser, since 2021, and has been focused on Kayne Anderson’s private credit strategies.
Mr. Wedderburn-Maxwell, age 50, joined Kayne Anderson
in April 2025 as Managing Director, BDCs. He has over 15 years of investment banking experience, having held senior roles at firms including
Citigroup and Wells Fargo, where he served as a Managing Director focused on financial institutions. Prior to joining Kayne Anderson,
Andy transitioned to the asset management side in 2023, where he contributed to the development and public listing of a BDC at another
investment management firm.
There is no arrangement or understanding between
Mr. Karl or Mr. Wedderburn-Maxwell and any other persons pursuant to which either Mr. Karl or Mr. Wedderburn-Maxwell was selected as an
officer. There are no family relationships between Mr. Karl or Mr. Wedderburn-Maxwell and any director, executive officer or person nominated
or chosen by the Company to become an executive officer of the Company within the meaning of Item 401(d) of Regulation S-K under
the Securities Act (“Regulation S-K”). Neither Mr. Karl nor Mr. Wedderburn-Maxwell are a party to any transaction,
or any proposed transaction, required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Item 7.01. Regulation FD Disclosure.
On November 10, 2025, the Company issued a press
release, included herewith as Exhibit 99.1, announcing the declaration of a fourth quarter 2025 dividend of $0.40 per share, which will
be payable on January 16, 2026 to stockholders of record as of December 31, 2025.
The information
disclosed under this Item 7.01, including Exhibit 99.1 hereto, is being “furnished” and shall not be deemed “filed”
by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or
otherwise subject to the liabilities of that Section, and shall not be deemed incorporated by reference into any filing under the Securities
Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
Number |
|
Description |
| 99.1 |
|
Press Release of Kayne Anderson BDC, Inc., dated November 10, 2025. |
| 99.2 |
|
Kayne Anderson BDC, Inc. Third Quarter 2025 Earnings Presentation. |
| 99.3 |
|
Press Release of Kayne Anderson BDC, Inc., dated November 10, 2025. |
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
| |
KAYNE ANDERSON BDC, INC. |
| |
|
|
| Date: November 10, 2025 |
By: |
/s/ Terry A. Hart |
| |
Name: |
Terry A. Hart |
| |
Title: |
Chief Financial Officer and Treasurer |
